Equestria's Mirage
by Alchemy student
Summary: Twilight awakens to find Equestria changed: Rainbow Dash is a murder, Applejack has killed a family member, and Rarity has gone insane. Worse yet, her mentor has requested her to leave Ponyville. What has happened to her world, and what is up with at cat that is following her.
1. Chapter 1

Twilight slept soundly in her room, letting the comfortable covers of her bed warm her through the morning. As she slept, she began to groan and tumble in her bed, jostling and moving the covers around as she began to struggle. Opening her eyes slowly she saw a heartbroken and depressed dragon sitting on her bed, " Spike whats wrong?" Twilight asked, rubbing her eyes.

"Twilight, we got a letter from Celestia." Said spike,holding it in his hand, almost in tears.

"A letter, but what's on it and why are you crying?" Asked Twilight, sitting up in her bed, wiping a tear from his eye.

" It says that...that...we are leaving Ponyville forever." Spike said.

"WHAT!" Twilight yelled.

Speedster studios present

An Alchemy student short story

With permission and love of Hasbro and the great goddess Faust

Equestria's Mirage

"Give me that letter" Twilight yelled, her horn glowing purple as she took the paper from his claws. Her eyes wide with shock as she fumbled around for a light to read. Lighting up a candle, she began to read the letter, her voice trembling as she began to read,

Dear former student.

"Former student?"

I have found your recent studies and achievements to be, in short, lacking. You have failed me at every turn so far and your studies into friendship to be deplorable. You allowed yourself to be beaten, driven mad, and broken too many times to be a proper student

"This doesn't make sense, Celestia KNOWS the reasons for all of the events thats happened to me before. Why would she do this?"

Most troubling are the Mare Do Well incident, the Wedding which you could have stopped if you had given either situation an thought, and the mass murder of several clones. All of which you could have done something about if you were intellegent, but you are not. It appears that I have placed too much faith in you.

" The mare do well...but Me, Dash, and the others already talked about it and made up. There were so many apologies going around after the wedding that I thought we were doing more apologizing than having a good time for a bit and the MURDER? but they're just magical constructs how could she...

Thus you have been found not only to be unworthy of your 'friends' but unworthy of being my student. I have no need of a student who can not take my lessons seriously and will hurt her friends as much as you have. You are hereby ORDERED to return to Canterlot, be dismissed from my teachings, and then be sent away so you will never disgrace my or anypony else's presence EVER again. If you do not arrive by today, I will be sending guards to escort you tomorrow.

" Banished? Dismissed? take...t...taken from my friends?" The letter dropped from Twilight's horn as she sat there in utter shock, " This is...this can't be happening! Spike,come on, we got to tell the others."

"Twilight...I can't" Spike said as he walked to the door, sullen.

"Why not?" Twilight said, looking at spike, eyes wide with shock.

"Because," a smile slowly came across Spike's face as he looked to Twilight, "Celestia found my parents! They created a portal spell for me so I can go home and spend time with them. Can you believe it?!" With that, Spike ran out the door and did not look back.

As she watched her brother run out the door, her leg began to tremble in sorrow as tears filled her eyes. She tried to speak, but no words came to her as she collapsed to the floor on her legs, crying her eyes out.

Wanting to catch up to say her goodbyes, Twilight ran out the door after him. However, as she got outside, she found no one there except for the busy streets of ponyville, " He...he didn't even say 'goodbye'." Twilight lowered her head, some tears rolling down her cheeks.

Somewhere in the streets, an egyptian cat watched and smiled. Its light green eyes shining with the sunlight.

Twilight began to walk through Ponyville in search of her friends. The letter was heavy on her mind, not to mention the loss of a dear friend. She didn't care who it was that told her to leave town, no pony tells her to leave any one of her friends and she was determined to find out why the princess was doing this. After all, Twilight thought, There is no way she would do this for no reason at all. The first thing to do, would be to find her friends and tell them what is going on. As she walked, she saw a blonde pony walking down the street head down, "Applejack!" Yelled Twilight.

"Sorry Sugarcube, can't talk right now..." Applejack said as she walked away from Twilight, a sullen look in her eyes as she got farther away. With her back turned to her friend, she let out a sigh as if she regretted ignoring her " I got to help get Braeburn settled in at home."

"Applejack, this is important I have-" Twilight put a hoof onto AJ's shoulder to stop her, but watched as AJ turned away with a jerk.

"Ah am sorry Twi but Ah cant help you right now," she said, squinting her eyes to hold back tears, "Ah need to help my cousin," and with no sign of turning back, the orange mare began to walk away with her head down.

"But I have to tell...you...that the...," Twilight slowly stopped her news, watching as her friend slowly left her, too far to be heard.

Turning up to a flying sound, she caught a look at a blue pegasus, "Rainbow, I need to tell you something important!"

" Sorry Twi, can't talk. Fluttershy is missing and I have to find her." Said Rainbow Dash as she began to look around in a circle along the sky for a few seconds, keeping her eyes on the ground for any sign of the missing pegasus. Taking the time to land once in a while to look in certain places to see if she missed anything.

" Wait, Fluttershy's missing?" Twilight asked, looking up with an eyebrow arched.

"I don't know. I flew by her home about a half hour ago to get some food for Tank and I found the place empty. I thought she might've gone for a walk...but then I noticed that some of the animals looked hungry, like they haven't been fed in a few days.." Dash said as she begins to look around and then takes off once more to look.

" I'll try to help look for her," Twilight said as she watched the rainbow contrail fly off, " As...soon as I fix my own problems." She then lowered her head as the realization that she will soon be leaving her friends and would be unable to help Fluttershy at al,l began to sink into her mind. Walking to the boutique and the Sugar Cube Corner turned up nothing but locked doors and signs that they would be back tomorrow.

Feeling alone, broken, and without any help she walked slowly to the train station only to encounter a broken down train. 'No trains today' they said, 'some accident involving a rock' they reported. 'It would be fixed in a week,' they stated. 'No way to arrive in Canterlot,' they all told her.

If you do not arrive today, I will send guards, These words passed into Twilight's mind and left her feeling like her world had completely shattered. She felt lost and alone; more important, she felt as if she had been deserted by everything she held faith in.

Somewhere, a brown and sleek cat watched the purple unicorn and smiled. Slinking away slowly, it kept its body close to the shadows. It's brown fur seeming to be black as pitch as it walked away, but not before turning its head over the shoulder to look at Twilight and chuckle to itself.

The next morning, Twilight awoke slowly. She was about to ask for Spike, but then she remembered that Spike had left her and that she would soon have to leave her family behind. Getting out of bed she heard some yelling and fighting outside, "What's going on? Applejack?" Twilight asked as she got out of the library and watched as her friend was being taken away.

" We are arresting this filly for murder is what is going on!" Just facts said as he dragged Applejack away.

"Murder? Who did she..." Before Twilight can finish her question, Applejack answered.

"Braeburn, I killed him last night." Applejack said, looking at Twilight in the eyes, " I had to Twi, I had no choice."

"No choice, but..." Twilight asked looking at Applejack, getting interrupted by the blonde pony.

" Twi, he was drunk...he was going to kill Applebloom. I had to protect her." Applejack said as she was carried away.

Before she could say anything, a loud sound of lighting was heard coming from Sugar Cube corner. Worried she ran to the store and saw, "R...Rainbow?" In front of her, Rainbow dash was standing over Pinkie's charred corpse, panting in rage.

" I...had to do it Twilight, I had..." Rainbow Dash turned away from the fried body of the pink pony as she walked to another part of the store.

"Dash...what happened? Why did you...kill Pinkie?" Twilight asked as she watched Rainbow go to a yellow body on the floor.

" I found Fluttershy." Dash said, picking up the yellow form, holding it close to her. " I cam here to see if Pinkie had seen anything. When I came, I heard a quiet scream and ran to the basement. I saw...I saw PINKIE MURDERING HER! She had her knives in her body, cutting her to ribbons. I...I could only see red as I went to her, demanding why. She came up with some BS about Flutters being evil and trying to turn ponies into babies to fill her sick desires and was trying to save us all. I didn't buy it for a second and fought her. She put up a good fight, for a while. Then I brought in a lightning cloud from outside to finish her flank! She died begging me to understand, I didn't listen." Dash then cradled the dead pegasus in her legs, whimpering while Twilight left the building.

As she walked to where the carriage would be waiting, she could hear noises from the Boutique. Curious, she looked inside and saw Rarity, petting a dead cat and looking like a deranged mare. Twilight could make out the words 'mommy's still pretty, mommy's still pretty' from outside of the window. Slowly she backed away in horror unable to take all of the pain and horror that she has been seeing in the past day in. That was when the carriage came in and then took her away.

Somewhere an egyptian cat watched and smiled her eyes glowing green.

Twilight stood in front of Celestia, listening to everything that she had said and the reasons as to why she was now expelled from her teacher's services. But in reality, her mind was not really there. Her mind was back in Ponyville and what had become of her closest friends. She could only think about what was going on and tried to wrap her mind on what could cause it, " ARE YOU STILL THINKING OF YOUR 'FRIENDS"? Don't you remember how they could abandon you in an instant just when their own goals are in sight. Remember?"

"They did not abandoned me, we talked it over after everything was said and done. They had plans to talk to me after the reception, even if I was wrong. It was their intention all along to apologize to me, talk to me about what had happened, and try to make up for it. They told me, no matter how mad they would get...they would NEVER abandoned me." Twilight said, her mind only on the good times with her friends.

" Such devotion." Celestia said, shaking her head in disapproval. She then began another talking down to Twilight, point out every fault that she had, However, Twilight became distracted by the blue tail of a cat. Following it, she chased the feline down the hall until she came into a room surrounded by glass windows. Watching the cat she noticed that the creature had a moon on its forehead. Watching it closely, she noticed that the cat had pointed its paw to the first of the windows. Twilight looked carefully, " Wait, thats...me, asleep in my bed. And thats, some hand putting us in green orbs and taking us away from our homes. and thats us, asleep in another...This is a dream! THIS ISN'T REAL!" Yelled Twilight as she concetrated her magic into a powerful burst, shattering the orb that she was in.

Waking up slowly, she looked around her surroundings. She saw that she was in a room held aloft by pillars, lit by burning torches. The room was surrounded by strange symbols that shown different stories, of people falling before the power of a cat god, and in the very back of the room was a throne. Draped across the arms was a bipedal creature, who looked at Twilight menacingly, " Well, look who woke up." The creature said as she stood up, she was clothed in a red top and a piece of clothing covering her loins. Walking slowly, her grey fur shone within the darkness. "I want to congratulate you Twilight Sparkle, on being the first one to break out of your nice little nightmare."

"Who are you?" Twilight asked, getting a good look at the feline head that sat on top of the body, noting that she must be a cat-something hybrid.

" The name, is Mirage."

Author note: Oh, quick, who is going to know who this girl is and where she came from?

End chapter 1


	2. Embodiment game

An Embodiment Game

"Mirage? Why did you kidnap me and my friends, where are we, and who are you?" Twilight asked, looking at the cat lady as she walked back to her throne.

Mirage grabbed a bottle of wine from the side table and pours herself a cup to drink as she laid herself over the arms of her throne, petting one of the two large cats that sat at her side, "You are currently in my home, as for what I am and why I have your friends. Well, lets call me an embodiment of evil, much like Discord is the embodiment of..." She lets out a small shudder at the thought of what Discord represented, " chaos. I make it my personal hobby to travel from universe to universe and cause horror, pain, fear, and the destruction of hope to each. I used to make my home in one particular universe but an...annoyance would always find a way to ruin my fun. One day I became fed up with my losses and made my way here."

"So why are you after my friends?" Twilight asked, her violet eyes looking at the two large cats at Mirage's side, "Fearcats. They feed on fear and grow stronger from it, better be careful." she thought.

"Why? Because when I got to your little dimension, I found it filled with happiness, love, and hope. It sickened me to death. So I decided to find the thing that represented the ideals and virtues of this world the most, break them, and then unleash a huge amount of destruction on the whole continent. Allowing myself to watch as the ponies suffer and writhe. Imagine my shock then, when I saw that the virtues of Laughter," she then waves a hand to show an image of a pink pony blowing up a balloon.

"Loyalty," Shows a blue pegasus flying off into the sky.

"Honesty," Shows an image of an orange mare kicking a tree.

"Generosity," Shows a white unicorn sparkling.

"Kindness, my most hated and disgusting of them all." Shows an image of a yellow pegasus feeding a bunny.

"And magic, all embodied in six ponies. So, I decided to take you six away from your homes, break your spirits,"

"You can't, Discord already tried and failed," Twilight stated, face not changing in order to not show anything to give away what she is thinking.

"Ahh, but I am not trying to bring forth the faults with each element and show you the opposite of what you are. What I am going to do, is to force you to see all of your worst fears, nightmares, and horrors brought to life and then break you that way. No amount of letters will bring you back from that, my little unicorn. Then I will bring you back to your world so you can watch as I lay waste to it all. Imagine how broken the ponies will be when they see that their heroes are worthless and in the end, only despair will protect them."

"Are you nuts? Me and my friends aren't that respected in Ponyville, we're just normal ponies to them," Twilight argued, trying to dissuade Mirage from continuing he mad scheme.

"Oh my little playmate, do you think I don't hear?" Mirage walks close to Twilight and lightly tucks the unicorn's chin. "I am a cat after all, and we cats are of the shadows themselves, any and all secrets that you may THINK you keep hidden from the world we hear. Every time you stop to do something in the dark, we see it. And I, can gain information from all of those cats."

Twilight pulls away from Mirage's touch, " What do you mean?"

"Allow me to show you," Mirage turns to walk away from Twilight, moving her hips sultry like. She opens up a large view image in front of Twilight to show multiple ponies from around Ponyville and Equestria.

_"Momma, I am scared of the dark," A pink filly said._

_"Don't worry sweetie, if you are taken away I will get Twilight to save you," A purple pegasus said._

_"Hey Bon-Bon, lets see if we can't get Pinkie to arrange the party for us?"_

_Spitfire sat alone in her office, looking at the reports of the latest recruits and then to a certain file, smiling. She knew that one day, she would retire and then give up the role of captain;however, she also knew that the Wonderbolts would be safe and in good hooves. After all, Rainbow Dash is one of the best she ever met._

_A white unicorn with a fancy mustache looks over a list of names, and smiles at one particular one. As he circles it, a long legged white unicorn with a pink mane and fleur cutie mark drapes her hooves over his shoulders and smiles at the list 'Possible godmothers: selected-Rarity Belle'_

_A light blue unicorn goes to her mother, excited about having gained her cutie mark. She begins to talk about how she is going to be as good as an animal caretaker as the same pegasus who took care of her favorite kitten and taught her how to care for it properly. A pegasus named, Fluttershy_

_"You know what hun? Without Applejack, that would have been a boring reunion."_

_"And then Rainbow dash flew in to save her at the last second."_

_"What about Applejack? Did ya hear how she busted those mangy timberwolves into pieces."_

_"Well, I saw Rarity lifting up huge rocks like they were nothing."_

_"WE HAVE THE BEST SISTERS EVER!"_

_A white alicorn sat at on the balcony, watching the small village where her student lived. She smiled to herself as she began to think of how far the little unicorn had gotten, with her studies and her friends. It may have been a 1000 years since she last had to wage a battle, but she knew that there was no need, "My dearest Twilight will handle it. She is well protected after all."_

Mirage turned off the images on the screen and turned to Twilight, a sneer on her face, "Do you understand now, little unicorn? Everypony you six touched, the souls you helped, the things you represent to them has become, a very precious thing to them. Losing that...would break them and hurt them like nothing else."

"So, why not kill me and stop me from stopping you?" Twilight asked, her eyes not leaving Mirage, while trying to determine where her friends are.

"Why? Well," Mirage leaned forward slowly, resting her hands on top of her paws, licking her lips slowly, "evil though I am, I still like to play with my pretty victims once in awhile and seeing that you are out and in my realm now. This gives me a good chance to begin, playing with you my dear little unicorn." With that Mirage opens the roof and back wall of her throne room to show Twilight where she was.

"What?" Twilight asked as she looked around the world she was now in. For miles she could see nothing but scattered rocks of varying sizes, cast adrift within a blackness, "Where is this place? What happened to the..."

"Oh, my throne room is just something I hold together to entertain guests and my new little...toys. Now, here is my little game miss Sparkle." Mirage said as she walked behind Twilight and ran her hand along Twilight purple fur slowly, "You go and find your friends somewhere within my little void and save them from my mind trap. Bring them back here and I..."

"Will let us go?" Twilight asked.

"Maybe, or I might find something new to do with you, my little pet." Mirage said as she ran her fingers through Twilight's mane, purring against her ear. This caused Twilight to flinch away from the embodiment touch as she looked to the void.

Twilight concentrated hard; her mind going into her mana reserves. It was a new spell that she had been perfecting for the past few days to present at the school and in front of her teacher. It was something she was very proud of, she just wanted a better chance to demonstrate it rather than in the here and now. She began to tap the world around her and feel out for the souls of five living beings. It was troubling at first, all she could feel was nothing but the chaotic void and the chaos magic within. Then she felt it, honest and stubborn somepony who was dependable. Smiling she continued her focus, feeling out for the warmth of a soul and a deep connection with them, soon coming across a pony full of hope, a pony who could never turn down a friend, a pony with a lovely heart, and a very kind pony. Twilight smiled to herself, glad the spell worked like she hoped it would. Opening her eyes, she looked forward to see five strings of light coming from her horn; An orange one, a pink bright one, a light blue one, a white one, and a pale yellow one. Turning to Mirage, Twilight stated, "I will bring my friends back here." and with that, she manipulated the rocks before her to create a pathway to the orange string.

"Get her, make her hurt," Mirage said to her fearcats as she watch Twilight run off into the distance.

Twilight leapt from rock to rock, making sure that each jump was set up perfectly. She had no idea of how far away her friend was, but she knew that she will make it. It was just so hard to gage distance in this place; her only guide, the rope, would only appear for 10 minutes at a time and it had long faded by now. Leaping to the next rock, Twilight began to wonder how she could possibly save her friends from their torture.

It might be the same

But be patient

"Singing?" Twilight asked herself as she turned to where the voice was the loudest. Manipulating the rocks slowly she made her way to the voice

_You can call it fake but_

_This_

_Is_

_Real_

_MAGIC_

Making her way to the location, she saw a dark Blue unicorn conjuring up some mild illusion spells for herself, "TRIXIE?"

"What? YOU! What are you doing here Sparkle!" asked Trixie as she turned to Twilight, anger in her face.

"Well I was... " Twilight stopped herself as she heard some low growling, " Talk later, maybe we should focus on them!" She then turned around to see the fearcats surrounding them.


	3. Apples and Trix

Apples and Tricks

Trixie looked around at the black cats, their bodies seemingly growing a little larger as they walked to the two unicorns, " Mind telling Trixie, just what in Equestria are those!?" Trixie asked, backing away a little.

"They're fearcats. They like to feed on one's fear of them to increase their power." Twilight said, her horn beginning to glow a violet aura.

" That must be why they are growing larger...they are draining your fear." Trixie said, a smile on her face, "Don't worry, though; I, the GREAT AND POWERFUL TRRRRRRRRRRIXIE, will take them down." Trixie then caused her horn to glow bright blue, and firing a bolt at a leaping fearcat. The creature stopped in mid leap, and fell into the void below.

Twilight looked impressed as she fired an energy bolt at two of the creatures, " Wait, why did he stop?"

" Oh, Trixie just made him think that the distance was shorter than it was to come here. He misjudged his jump and fell thanks to Trixie's unbelievable illusion magic." Trixie said, throwing a few more illusion spells at the fearcats, making them fall. Cocking her head a little over her shoulder, Trixie looked at Twilight, "Bet Trixie can hit more than you."

"WHAT? We're fighting for our lives and you, WANT TO TURN THIS INTO A COMPETITION!?" Twilight yelled, leaping out of the way of a claw swipe.

"Why, yes. How else is Trixie going to prove that she is better than you?" Trixie said, her voice sounding shocked that Twilight wouldn't want to compete.

"Fine! If only because I know you will do it anyway." Twilight said, firing a few more energy blasts at the remaining fearcats. In time, the fight was over with the remaining fearcats running away and licking their wounds. Painting, Twilight turned to Trixie who had conjured up a magical scoreboard that read:

Twilight Sparkle-23

The Great and Powerful Trixie-22,000.

"Wait, there were only 45 of them." Twilight said as she used her magic to grab a few stones here and there and began to line them up.

"So, Trixie may be off by one or two... What is your point?" Trixie asked.

"Never mind." Twilight said as she lined up the stones and began to conjure her tracking spell. Making sure of the links that will guide her to her friends, she turned to Trixie, " Why are you here though?"

"Trixie was sent here by her teacher on a quest to save and protect the element bearers from some sort of evil creature. Trixie, forgot that it was you six who are the bearers unfortunately." Trixie said, moving her hat a little and walking up next to Twilight.

"Your...teacher?" Twilight asked.

"Yes, Trixie got herself one after astounding her with some marvelous feats of magic. Maybe after Trixie is done saving you all, she will introduce her to you." Trixie said, "So, which one of your friends are we going to save first: the redneck, the suicidal daredevil, the crazed maniac, the over dramatic diva, or the timid one." Trixie asked as she watched Twilight create a path for them both.

"Applejack." Twilight said as she began to walk away from Trixie.

" The redneck? Why her? The rainbow maned dunderhead would make a far better choice with her speed." Trixie said as she followed Twilight.

"That is true, but Applejack, " Twilight then moved a few more rocks to get an even path before them, " Applejack has a way for looking deeper into ponies and has enough common sense to see reality from fiction. That is something I am going to need to break whatever is holding the others in their dream prisons."

"Trixie doesn't think you really need. Trixie could do all of the work, BLINDFOLDED!" Trixie said with an air of arrogance.

" Also, her strength...could protect you while I am busy." Twilight said, softly to herself.

"She, is thinking about me?" Trixie said as she followed Twilight across the stones.

Mirage watched the scene play out before her eyes, a low growl coming from her mouth, "Oh-, how sweet my little pet; you found a companion that can keep you company through this ordeal. It gives you hope doesn't it?" She then slowly scratched the arm of her chair, smirking to show her fangs. "Bt, what is this I see? A small tiny seed of hatred? Lets see what happens when I let it grow and see if I can shatter your hope with but five simple words, ha ha ha ha ha ha ha ha ha ha ha ha ha ha ha ha!" With that she disappeared in a flash of smoke and then appeared next to Trixie's ear and whispered, "what makes her so special?" and then went back to her chair, to watch the fun before her.

"You know? Thats right? WHAT ON EQUESTRIA MAKES YOU SO SPECIAL?" Trixie asked, her horn flaring up with blue magic.

" What?"" Twilight asked as she turned to see Trixie glaring at her.

"You heard Trixie! What makes you so special that you get so much handed to you on a silver platter!" Trixie said as she fired a bolt at Twilight, making the purple unicorn jump back.

"What do you mean? I haven't had anything handed to me!" Twilight said, looking shocked.

"OH NO?! You have a royal guard brother, became the princess's ROYAL STUDENT, and was chosen to bear an ancient relic!" Trixie took another shot, this one almost hitting Twilight were it not for her shield, "All because of one, ONE little incident with a rainbow"

"H...how do you know so much about me?" Twilight asked.

"Trixie's master told her a lot. IT was to help her get a better understanding of you and now...now TRIXIE just realize just how unfair life is and just how much of a self important DAUGHTER OF A JACKAL YOU ARE" Trixie yelled as she grabbed two large stones with her magic and threw them at Twilight. Moving fast, she leaped out of the way of the stones and blasted both of them.

"Ok, first, I have had NOTHING handed to me!" Twilight yelled as she summoned some binding stones to hold down Trixie, " I have had to work for everything I have!"

"BULL!" Trixie screamed as she struggled to dispel the binding, "Your brother, foal sitter, and parents were all easy passes to the school."

"My brother? Foal Sitter? They weren't a free pass to the school, I was LUCKY to get a pass thanks to my mom and dad. Second, I study every day just to make sure I keep my magic at its peak!" Twilight said as she used more of her magic to keep Trixie down. "I am always worried that I could be expelled at any given moment because I failed to live up to her expectations, and considering that she is a PRINCESS those expectations are pretty damn high!"

" So? SO!" Trixie yelled as she broke free from the stones with a hard burst of magic, " DON'T YOU THINK THAT THERE ARE PONIES WHO HAD IT HARDER? I HAD TO PUSH MYSELF TO GET EVEN AN INCH TO WHERE I AM RIGHT NOW! Trixie had to pray to get a spot to enroll and then it was taken away from Trixie by you!" Trixie yelled as she fired an energy blast at Twilight, only to have it countered by Twilight's energy blast.

"I am sorry for that, Trixie." Twilight said as she increased the force of her blast causing an explosion between the two and blasting them both back.

Twilight was the first to wake up, and when she looked at Trixie she began to laugh her butt off, "What is so funny!" asked Trixie.

"You...your mane is ridiculous! HA HA HA HA HA HA HA HA" Twilight said as she demonstrated with her own mane.

"Well, so...haha, so...SO DOES YOURS HA HA HA HA HA HA." The two then sat there for a few minutes, laughing their butts off about each other.

" Trixie, what did you mean by taking your spot away from you?" Twilight asked as her laughter receded.

"When you were dazzling the princess with your power, I was being monitored by her at the same time. Just when I was about to wow her with an illusion that would've knocked her off her feet, she saw a dragon." Trixie said.

"Spike." Twilight said as she noticed Trixie nodded her head. "Oh my, if I had known I would've gave up my spot for you instead."

"Wait, you would've? But getting into that school would be everything." Trixie said, shocked at Twilight's generosity.

"Not, if it meant hurting anypony. I want to study magic, sure, but I prefer to do it without a sacrifice. And I never thought of myself as special or anything great, I am just the student of Celestia who has a great potential. However, I still work for it by studying to the point I think my friends are worried I'll go mad and I am always worried about if I am good enough." Twilight lets out a small chuckle, "I almost wish I had you or Dash's confidence. At least I would feel as great as certain ponies think I am."

Trixie looked at Twilight, getting up and grabbing her hat, "Oh come now, Trixie should not have a rival who thinks of herself as not special. She will have nothing less than the best to contend with her."

Twilight got up soon after and put her hoof out, "And I wouldn't have any less than the Great and powerful Trixie to help remind me...that you can have a great rival for a great friend." Twilight said.

"You consider Trixie...a friend? Even after what she has done and how she resented you for taking her spot?" Trixie asked, shocked.

"Well, yeah. What happened is past, you said you were sorry and I said I was too. I think we all make mistakes and I would like to make it up to you, if you want." Twilight said, still offering her hoof.

"Fine, Trixie accepts you as a rival" Trixie said as she hugged Twilight, " and maybe a friend as well. Now lets go and save those friends of yours!"

Twilight nodded as she performed her magic, a sixth string of magic wrapping itself around Trixie's hoof.

**Twilight: (**_Walking with Trixie, turns to her and puts on a soft smile)_

_When the night has come_  
_And the land is dark_  
_And the moon is the only light we'll see_

**Trixie: **(Smiles back at Twilight, and begins to help move some of the stones)

_No Trixie won't be afraid_  
_Oh, Trixie won't be afraid_  
_Just as long as you stand, stand by me_

**Twilight: (**_As the two continued their walk, they began to encounter more fearcats leaping from the shadows. Much like before, the two began to work together to take them down.)_  
_So darling, darling_  
_Stand by me, oh stand by me_  
_Oh stand, stand by me_  
_Stand by me_

**Trixie: (**_Smirks at Twilight as she takes down the last fearcat)_

_If the sky that we look upon_  
_Should tumble and fall_  
_All the mountains should crumble to the sea_

**Twilight**: (_Turns to grab one of the stones with her magic and puts it in front of her, and begins to walk forward)_

_I won't cry, I won't cry_  
_No, I won't shed a tear_  
_Just as long as you stand, stand by me_

**Trixie: (**_Lands on a nearby rock and helps Twilight up)_

_And darling, darling_  
_Stand by trixie, oh stand by trixie_  
_Oh stand now, stand by trixie_  
_Stand by trixi_e

**Both: (**_Lands on the last rock and begins to sing together, leaning up against one another as they sing)_  
_So darling, darling_  
_Stand by me, oh stand by me_  
_Oh stand now, stand by me, stand by me_  
_Whenever you're in trouble won't you stand by me_  
_Oh stand by me, oh won't you stand now, stand_  
_Stand by me_

" I think we're almost there!" Twilight shouted as they neared a glowing orange shell. As they approached it, they saw inside its clear casing an orange pony resting with her hooves in a prayer position, "Applejack! Hang on, we're coming." Twilight yelled into the case, hoping that her friend would hear her.

Trixie walked up to the egg-shell like casing, charing up her horn to ready her spell, "Ok Twilight, Trixie is going to link you to Applejack's mind and send you to her dream world. Once there, Trixie should warn you, you may see things that won't make sense. That, and you won't be able to touch her directly for a bit. She may be too deep into the dream to tell what is real anymore, you'll have to find a way to communicate with her in another way."

"Why aren't you coming?" Twilight ask as she looked behind her and saw some fearcats looming. Concentrating, she formed a shield spell to protect them both for a bit.

"Your friend doesn't like Trixie, so anything coming from me would only be dismissed or worse, she'll actively attack Trixie, and you don't want to risk that."

"Ok. Oh and the shield should hold for about 10 minutes." Twilight said looking back.

"Take your time, time passes by differently in the dream world so you won't have to worry about being too late." Trixie said as she completed the spell and sent Twilight's mind into Applejack..

_Twilight opened her eyes as the spell completed, taking a good look around her surroundings. She could identify instantly by the rows and rows of apple trees lining the hills, their fruit dangling from the branches. "Should've figured, her dream world would take me straight...to..." Twilight stopped at the front gates of the farm, seeing something new on the sign that was not there before, "Flim Flam Acres!?" Twilight Exclaimed as she read the sign, shocked by what she was seeing. Then she remembered what had occurred in her nightmare, how the events there seemed to take everything she placed hope in, everything she would put faith in, and destroy it just to break her. Moving her hooves as fast as she could, Twilight began to gallop through the farm trying to search for Applejack._

_"I am so sorry, so so sorry ma, paw." Said a southern voice from behind the barn. This attracted Twilight and led her to the direction where the voice was coming from as well as two other voices, talking down the farm gal._

_"You should be sorry YOUNG LADY! Your pride ruined everything I sacrificed myself for, ruined the Apple name, and killed your grandma." Said a stallion voice._

_"Not to mention, ruining Apple Bloom's life. I thought you loved her, but now I see you just saw her as an extra hand, me and paw should have known better than to leave her in your hooves." A mare said. Walking to the back of the barn, Twilight took a step back in shock._

_"I don't believe it. Mirage...you BITCH!" Said Twilight as she saw what was talking down to the farmer, Applejack's parents. Their bodies now rotting, with holes in their flesh so bone was visible. Parts of their ears were missing, with the father in the worse shape thanks to the additional spear and knife wounds._

_"Don't worry though, Abigail. We'll make sure that your little sister will have a good home, far away from YOU." Said the father, his voice distorted and almost demonic._

_"NO! Please, don't take her away paw...She's all Ah got." Said Applejack, her hat on the ground while tears streaked down her face._

_" And risk you ruining her even more than you have? Risk your influence to destroy her like you lost this farm? Never! We will not let our little Applebloom to suffer being homeless and useless all her live. To allow to be ruined by your stubbornness, your stupidity, and your inability to help her when she needs it." Said the mother, her cold eyes looking deep into Applejack's soul._

_"Applejack, that isn't true..." Twilight put a hoof over her mouth as the words came out. She noticed that she couldn't say anything to her friend, no matter how hard she tried. It was then she remembered what Trixie had said, that she may not be able to communicate with Applejack directly, the dream could be affecting her that much. "How am I going to get through to her? How..." Twilight began to think of indirect methods she could use, anything would be good at this point. Her eyes drifted to the fallen stenson that lay next to Applejack and a smirk came to her lips._

_"Furthermore, little Applejack, all I have to say is..." The father was about to finish his insult when he was interrupted by his own voice coming from the fallen hat._

_"No matter what happens to me my little AJ, I will always be proud of you...Don't ever forget that." Rambo Apple said as he nuzzled his daughter, "Now take good care of that hat for me. Its very important."_

_Applejack raised her head at the sound of that voice and looked down at the hat. She saw herself as a young filly waving goodbye to her father as he walked away from her, one last time, " What..."_

_The memory then changed to a few months later as a tearful Applejack is being held by a pregnant mare, " There, there. It gonna be alright Applejack." Said Gala Apple._

_"I am sorry I broke the bowl ma." Applejack sniffled as she adjusted her hat, " I was just tryin to help with supper so you wouldn't strain yourself and the baby."_

_"You should've asked for Big mac to help, he wasn't too busy. I swear you, " Gala then wiped a tear from Applejack's eye and kissed her forehead. "Put way too much onto yourself, you need to let others help you."_

_"Ah...ah am so sorry that I am too stubborn fer my own good." Applejack said as she cuddled close to her mother._

_" Don't be. Being stubborn...just means that you know fer a fact, that there isn't anything that can beat you when you set your mind to it. And," She then playfully nuzzled her little girl, " that is what makes you a great little filly, don't let anypony tell ya differently."_

_"Thanks maw." Adult Applejack said as she grabbed her hat and saw a new memory, this one after her first Applebuck season with her five friends._

_"PHEW! That was exhausting...but worth it." Applejack said as she fell back onto the grass._

_"Eeyup." Big Mac said as he rested with his little sister, looking up at the clouds._

_"Sorry for bein a stubborn mule Big Mac. I just really wanted to show how well I could handle the farm, like paw did." A thought came to her mind, "Hey, Big Mac? Do ya think, maw and paw are proud of how I've handled things so far?"_

_"Eeyup." Said Big Mac, smiling at his sister._

_"How can ya tell?" Applejack asked._

_"Because I am. And that's good enough for me." Big Mac said, rolling over to his sister and giving her a hug._

_"And that is all I need Big Mac." Applejack said as she put the hat on, one last memory coming to her as she turned to the zombies._

_"Honestly Applebloom, doing all that hard work, organizing all of that by yourself. Jest Where in tarnation did you get such a conflabbled idea?" Applejack asked._

_"From the greatest pony in all of Equestria!" Applebloom said, a smile on her face._

_"And who would that be?" Applejack asked and in answer got a big hug from Apple Bloom, "Oh...I see."_

_"You know? They're right." Applejack said as she stood up, anger in her green eyes, "My parents would NEVER be disappointed in me! And even if they did, thats just two ponies saying I am bad versus a whole town and my family saying something else. So you know what? I think someone is bucking with me and I DON'T LIKE TO BE BUCKED WITH!" With that Applejack turned around, and gave a very hard kick to the dream parents shattering the entire dreamworld._

"Ohhhhhhhhh buck Trixie all the way to Tartarus." Trixie said as she watch the shield around them shatter, letting the Fearcats in. As they walked closer to the two unicorns, read to swipe their claws they got hit by a flying shard of glass from the container.

"Which one of y'all varmints is the one who put me in that Bucking glass case?" Applejack said, standing in the middle of the shattered glass, growling low. Not even bothering to ask about the creatures, she went to work kicking the two fearcats' flanks until they ran away.

"Applejack, you are all right!" Twilight said as she went and hugged Applejack tightly.

"Course I am sugercube. Thanks to whatever it is you did and...what is she doing here?" Applejack asked, looking at Trixie.


	4. Lonely Loyalty

Chapter 4: Lonely loyalty.

Applejack's green eyes lowered down to the showmare, burning with rage, "Why is she here? What does she think she is doing with you?

"The Great and powerful Trixie was busy helping your friend saving your little flank, you little redneck." Trixie said, smiling.

"REDNECK? Oh, you are askin for this!" Applejack said, coming in close to kick Trixie in the face, only to be stopped by Twilight.

"Applejack, STOP!" Stepping in between the two ponies, Twilight used some magic to stop them both, " She's telling the truth, she's helping me save you guys."

"Helpin? How can she help?"

"Trixie is helping all of you by allowing Sparkle into your dreams with Trixie's magic." Trixie said, with a little flourish to empathize her words.

Applejack raised an eyebrow in disbelief, "You can use dream magic?"

"Of course! Trixie's specialty is illusion magic and what are dreams, but the illusion of the mind?"

"And if it wasn't for her, I wouldn't have been able to get into your dreams and save you." Twilight looked into Applejack's eyes pleading, "So please, trust her."

Applejack looked at Twilight and then back to Trixie and then back to Twilight, "All right, but only because of you. If she tries anything funny and I will hit her so hard…she's gonna start doing all of her shows from a bed."

Twilight nodded in agreement and turned to face the void. Closing her eyes, she began to concentrate on her spell once more. Applejack watched in amazement and wonder as the strings of magical light began to flow from Twilight horn. She watched as an orange string began to wrap itself around her own hoof and then a blue one around Trixie's. Her eyes then followed a few more lights flow out of Twilight's horn and into the darkness, "Twilight, what is this spell?" Applejack asked.

"It's a spell that I had created earlier for a presentation that I was going to show the academy. I was going to introduce it you guys tomorrow morning before everything had happened." Twilight finished the spell and looked in the direction of the light blue energy string, "It allows me to connect to the mana of everypony who is close to me. I can then find them no matter where they are."

"Uh Twi…not all of us have magic." Applejack said as she watch Twilight move the large stones around to form a path.

"Well, actually you and Pinkie sort of do. The basic Earth pony magic of strength and agriculture," She began to explain as she walked to where the string led to Rainbow Dash, "and of Course, Pinkie's…randomness."

Applejack looked down at her hoof, the orange string glowing brightly as it laid entwined and then took a look at the other strings, "So why is Fluttershy's a little bit dimmer than the others?"

"I think its because she is so shy and quiet. The strings seem to reflect the holders personality, like how Dash's is a little brighter because she is loud," Twilight said as she led the two ponies ahead.

"So, just who is this she-devil that kidnapped us and is putting us through hell?"

"Her name is Mirage, apparently she is an embodiment much like Discord is. She found out about us and wants to break us so badly that it will end up breaking the rest of Equestria."

"Well, if she wanted to do that, then why didn't she try to do that to our faces instead of kidnapping us in our sleep?"

Trixie walked up to Applejack, "Because, didn't that dragoniquis try and do that to you when you were awake? She probably realizes that you are very powerful together, but alone and without one another to back the other one up...easy pickings. So she locked you away in the one place you cant reach each other, the dreamland, " Trixie then began to look around her, "Is anypony else afraid of how the fearcats have seemed to given up following us."

"I think there are two reasons why, and both are very bad," Twilight said.

" What are they?" Applejack asked.

"First, its because she thinks has this in the bag, which can only mean that she has an ace up her sleeve that'll pop up in the end," Twilight looked ahead, trying to see how much farther Rainbow was, "Second, she is just playing with us and has something worse planned."

At this, Trixie and Applejack looked at each other, worry on both of their faces.

* * *

Mirage watched the discussion taking place between the three mares, her claw running along the arm of her chair as she layed over the arms, "Why my dear little pet, don't you know about us cats," a little mouse crawled onto the arm of her chair and looked up at her, her cat eyes hypnotizing, "When we play our little games, we like to give the poor little creatures a feeling of hope. Then when they think they have it and are free" In a flash she grabs the mouse in her hand and kills it, swallowing it whole, "WE KILL IT! Ha ha ha ha, oh you are going to be my favorite little toy aren't you Twilight Sparkle?"

* * *

The three continued their walk through the void, trying their best to find any type of noise or life within that could stave off the cold atmosphere. There was none, no signs of life, no joy, just the sound of silence and the soft breathing of the three mares. Applejack walked next to Trixie, " Why are you walking next to Trixie, do not trust her that much?"

"Quite frankly, I don't trust you about as far as I can throw this here stone," Applejack said, a scowl on her face, "But, Twilight seems to think y'all are on the up and up. So I am gonna take her word for it."

"But why not trust the Great and powerful Trixie?"

"Well, lets see- y'all are a boastful, arrogant, lying, hack"

"First, the Suicidal rainbow is more boastful than Trixie is. Second, the crowd seemed to enjoy themselves until Trixie was heckled and needed to prove herself."

"By embarrasin me?"

"Trixie seems to remember that the crowd loved it. It is not Trixie's fault that," Trixie pointed a hoof to her chest, "moi was and still is a master of illusions and tricks."

Applejack growled a little in frustration at Trixie's defense, "Second and most importantly- You banished my best friend from Ponyville and took the place over!"

"Possessed by over powerful amulet, turned evil, and on the bright side it was what allowed Trixie to meet her teacher."

"Just who is that teacher of yours anyhow?"

"Glad you ask, why it is none other than..." Trixie was interrupted by Twilight's yell before she could say anything.

"Hey girls, I see her!" With a smile on her face, Twilight ran for a few more minutes to where Rainbow Dash was entombed. Much like Applejack before her, Rainbow was also in a fetal position, twitching a little from the effects of the bad dream. Walking a little closer to the egg shaped cell, they could see her looking a little weaker and thinner as well.

"My gosh...is that what ah looked like in there," AJ asked, putting her hoof onto the glass-like membrane, "Rainbow! Hang on, we're coming fer ya! Ok Trixie, what do Ah have to do?"

"Oh, you trust Trixie now?"

"I would trust Tirac himself if it meant saving mah friends."

"Fine then. Redneck, you and Sparkle stand next to each other. Sparkle you put your horn onto the case while Trixie makes a connection," Trixie watched as Applejack and Twilight followed Trixie's orders, "Now then, same rules apply. You can only indirectly talk to her, or as much as her dream allows." With that, Trixie's horn glowed a bright blue as she activated her spell. Unknown to the two mares, Trixie had begun to sweat and pant this time.

* * *

"Oh Trixie, you are so prideful and so trusting. You will not bring yourself to tell the others that this spell is hard to pull off and to use it so many times in so sort of a time is draining you harder than you admit. But why do you do it? ahhh," A smile comes across Mirage's face as she caresses the image in front of her, "that's something you'll never admit, even to yourself. You are trusting in the skills of others and you know that your greatest rival will succeed, long before you reach magical overload," a sinister smile creeped across her face, " Trust is such a weak bond."

* * *

_The two mares found themselves in Ponyville, its normally bright and happy feel now feeling barren and dark. Another feeling abounded in the small town, loneliness and abandonment. The town was silent, with barely a sound to be heard, so much different from the street full of life that were there before. The two began to walk through the streets, hoping for any sign of life or their friend. It wasn't long, until they found the signs of life, " Hey, did any of your girls see Dash today?" A white unicorn asked, looking at the four mares in front._

_"Nope, and thank goodness," A Pinkie Pie said._

_"Wait a minute...that's us," Applejack looked towards where the voices were coming from, paying attention to the 5 mares in front of her._

_"Oh I agree," Fluttershy nodded in agreement, "She was so annoying with her arrogance and boasting and selfishness. It was like the only pony she knew to be loyal to was herself."_

_"I can't believe any of us were ever friends," Twilight said._

_" I don't even think she was half as good as she said she was. Who would believe all of her lies? What a pathetic pegasus," Applejack said, rolling her eyes, "so which one of us finally told her off?"_

_Rarity held up her hoof, chuckling about her deed. This set Applejack off in a rage as she stomped towards the fake versions of herself, "NOW JUST HOLD ON A MINUTE! YOU..."_

_"Applejack, stop," Twilight said, holding onto Applejack with her magic, " They're just illusions, we can't harm them."_

_"But they..."_

_"Are just Mirage's way of hurting Rainbow by us, like she used her parents on you."_

_Applejack nodded solemnly. She knew that her friend had a better grasp on knowledge than her, but it still hurt her on the inside to see her insulting somepony who was close to her. Especially when it was her that did the insulting. The two girls walked more through the deserted streets of their home. Trying their best to ignore the cold feeling of loneliness that permeated the small town. Their long walk led them up to a tall hill with one lonely little cloud on it, "AHHH! How hard is it to find one Rainbow maned pegasus in this town," Applejack yelled, looking around._

_"What I want to know is, how is this supposed to break Dash? Its trying to make her think she could be abandoned or forgotten. We both know that isn't true, she is the most popular pegasus around here, the fastest, and one of the most well known. There's no way she could be lonely." Twilight said, walking around the hill, looking around for Dash, not noticing the tuff of a rainbow mane peeking from the cloud overhead._

_"Twilight, I don't think ya understand Dash at all," Applejack looked at Twilight, a little down._

_"What do you mean?"_

_" I mean the reason as to why she is so boastful, arrogant, and always trying to prove that she is the best," Applejack said, looking up at the cloud and noticing something blue in it, "Its because she is afraid, sugarcube. She is afraid that she isn't as good as she thinks she is and that if she doesn't prove herself to be the best, we'll leave her. She hates the very idea of being alone without anypony to help her and so..."_

_"That's why I am saying that this shouldn't affect her at all!" Twilight yelled, "I know she is the best, you know she is the best, we all know it. Sure she's arrogant and loud, but thats because she can actually prove it. She...she helps lift us up, with the way she acts and make us feel like we need to push ourselves, because she is doing the same. She should never have to worry about us abandoning her, because we know just how strong she is. We know what she is like deep inside, a loyal pony who would never let us down no matter what."_

_"Oh, I know that Twi. I know that, when I am in trouble, there is no one I would rather have at my side," Applejack looked up to the cloud, "and I hope she realizes it too."_

_Almost on cue, a blue blur passes by the two ponies and grabs them up in a big hug._

_Thus, was her dreamworld...shattered_

* * *

Trixie was blown back by the shattering of the eggshell, as Rainbow Dash flew out of the case and held her friends tight, "Guys, I am so glad to see you," Dash said smiling.


	5. Laughter Lost

Ch 5: Laughter lost

Rainbow Dash continued to hug her two friends tightly, almost afraid of relieving the nightmare of being alone, "Guys, I had a very horrible dream...not that it caused me to cry or anything like that," Dash chuckled as she let go of her friends, only now to see the void that she was in, "Woah! Where the heck are we?" Dash then turned to look at Trixie, who was standing there panting a little, "What is SHE DOING HERE?!" Her target in her sights she began to fly off towards the blue mare.

Reacting swiftly, Applejack grabbed Rainbow's tail with her teeth, "Now hold on there!"

"Oof!" Dash turned to Applejack, "Why is it always the tail?"

"Look Rainbow, I don't like workin with that showmare anymore than you do, but she is helping us save the others."

"Save us? From who?"

Twilight stepped next to Rainbow Dash, using her magic to move some of the rocks to form a new path for them, "An embodiment of evil known as Mirage. She trapped us all here and wants to break us, and right now Trixie is the only one with the spells to get us to the other's heads." Twilight said as she focused her magic.

"So the short story is, we're stuck with her," Dash looked at trixie, who was finally getting to compose herself, "Fine. But that doesn't mean I am going to like it."

"The feeling is mutual, miss hardhead," Trixie said as she walked behind Twilight as the latter finished her tracking spell and began to walk, " If Trixie wasn't personally chosen to complete this mission and save all of your flanks, then she would've been already at Mirage's taking her out. Now, if you'll excuse Trixie, she has some important work to do. Unlike you, Trixie has some real talents and use to this mission."

"What was that?" Dash growled at Trixie, looking at her with a deathly glare.

"Trixie said, that she has some use to this mission. As opposed to you, who has only speed and a tendency to put herself in a deadly situation with wanton abandon. Like a hardhead."

"OK, THATS IT SHE IS," A magical barrier pops up between the two.

"Alright you two, don't make me turn this group around. Now, I know that Trixie has done some bad things to all of us, but right now we need to..."

* * *

Mirage sat on her throne, one hand on her knee as she watched the scene before her, " Ohhh, this is just too perfect! Your new companion, the one most important to save the lives of your three remaining, is untrusted and hated by your true friends. The only thing that keeping you from tearing each others throats out...is you. Now, what happens when I take that from you?"

* * *

The rocks began to shake and rumble as they began to separate from the road that Twilight made with them, "GIRLS!"

Applejack braced herself as the rock that she, Trixie, and Rainbow Dash were on began to move, "Everypony hold onto somthin!"

Rainbow Dash flew up into the sky as the ground began to shake, and watched as the rock began to move. She looked back to Twilight and then to Applejack and then back to Twilight who nodded in agreement. Dash growled in frustration in not being able to help both friends and flew off after Applejack and Trixie.

Dash flew after the rock until the one that Twilight was one was nothing more than a tiny dot in the distance. The rock flew through the dark void like a rocket, which for Dash was ridiculously slow. In a few seconds, she was able to catch up with it and land on it. When she reached it, it had stopped automatically and miles away from Twilight, "Oh GREAT JUST GREAT," Dash began to walk around on the stone grumbling out loud, "Here we are, seperated from our friends, STUCK in some Celestia-forbidden hole, and with a useless unicorn to boot!"

"Are you inferring that TRIXIE, is useless," Trixie turned to glare at Rainbow Dash.

"Yeah, I am."

"Big talk coming from the pegasus whose flank that Trixiee thoroughly trounced once."

Applejack got ready to step in between the two and get them to stop, when she noticed how they were arguing. Smiling, she took a step back and decided to watch the fun.

"Hey! You only beat me because you used the clouds and some illusion magic to make me look like a fool. If it was a race, then you would have lost-BIG TIME!"

Trixie blew on her hoof, "No, Trixie would have found the appropriate spell or illusion to win the match," with a glow of her horn, Trixie made an illusion of herself, "a spell, like this."

"Oh, big whoop a spell. Like that can compare to this," Turning around, Rainbow flew around the rock at a high speed, creating a duplicate of herself, "See? Easy. I would be done before you could even cast that stupid spell."

"Your turn Trixie, how ya gonna one up her there," Applejack asked, watching this with a smile.

"Simple, to demonstrate how Trixie would have beaten the Suicidal Rainbow, she will point out that she could get us to Twilight just as fast as Dash could with but a simple use of telekinesis."

"Oh please, by the time you finish, Twilight could be miles away. Just tie some rope around me and BOOM, we'll be there in no time."

"That is impossible," With a smug look of superiority on her face, Trixie walked to the side of Dash, "First, this rock is heavy, and unless Trixie used some of her magic, Which I need to conserve, I am running out, you could never move this. Second, you have no idea where Sparkle is.

Dash growled, "First, I have a plan. You conjure up some rope, AJ makes it into a lasso. I'll then about," Dash looked into the distance, "88 miles and then fly back at my highest speed. When I get to here, AJ will throw her lasso around me and I'll pull everypony to where we need to go. Second...and I suppose you know where she is?"

"Yes, Trixie does. You see, when Trixie had first met her greatest rival-"

"Shouldn't that mean she know who you are and see you as powerful as she is," AJ snarked.

"Silence! The point being, Trixie had put a tracking spell onto Sparkle, one that will cause her horn to brighten when she gets closer."

Dash looked straight into Trixie's eyes, "Fine, how about this. We'll try it my way first, then in 10 minutes, if we are nowhere near Twilight, then we'll go your way. Deal?"

"What does Trixie get if she wins?"

"If your way is faster, then I'll wear a sexy magician's assistant outfit and perform at one of your shows."

"Hmmm, well, your flank would look good in a black outfit. If your way is faster, than...Trixie will play on stage live for a bunch of ungrateful foals at the Ponyville day care center."

"Deal, should warn ya though," Dash said as she took off into the sky, "Those little tykes can bite."

As Trixie and Applejack watched Rainbow Dash fly off into the distance, Trixie concentrated to craft a rope out of the ether. She then levitated the rope over to Applejack and nodded to a nearby outcropping. Walking over to the hanging ledge, she tied one end of the rope to the ledge and then made a lasso of the other end, Are you sure you can lasso her when she hits top speed and flies over here?"

"Trixie, Ah was able to lasso a stampede bull moving at high speed and hog tie it. This'll be easy," Applejack smirked as she saw a blue dot coming in, "And besides, I am going to trust her."

"Trust her for what?"

"To catch it," and with that, Applejack twirled the lasso above head and threw the lasso to the blue blur passing over head, and with a smile remarked, " Hold on to something." If anypony was nearby, they would hear the sound of two ponies screaming their heads off as they flew at speeds normally reserved for a falcon skydiving its prey. As they flew through the endless void, they watched as Dash bobbed and weaved through the rock obstacle course, never hitting one. At one point, Trixie noticed that Dash grunted a little, as though she was beginning to tire. Concentrating, Trixie made her horn glow a light blue to lighten the load of the rock as trail continued at its high pace. Looking over her shoulder, Dash watched as Trixie's horn began to glow brighter and brighter. A smile creeped across her face as she kicked up her pace, catching a purple blob in the distance, "Twilight catch us!"

Turning her head up to see Dash's dot, Twilight's opened in shock and glee. Then she heard Dash's yell and began to look around for something to slow them down a little. Seeing nothing that would equal a squishy death for her blue friend, she moved onto plan B. Concentrating with all of her might, Twilight began to erect a series of nets that would act as cushions to help slow Rainbow Dash down. She watched in hope and prayer that the nets would do their jobs and hold before breaking. Luckily for her, they did as they slowed Dash's momentum to a slower and slower pace; which allowed for her to relax and calm down. Painting, Rainbow Dash landed onto the rock and stood next to Twilight, "Thanks."

Trixie, a look of smugness still on her face, " So your way won this time. But I can guarantee you, I will win next time."

Dash shrugged and looked at Trixie in the eyes, "Pshhh, whatever. I don't care what happens, I'll win every time when it comes to speed, no matter what the challenge."

As Trixie and Rainbow Dash began a huge argument and one upmanship, Applejack walked to Twilight and whispered, " I think they are becoming very close friends now."

Twilight giggled at the remark, agreeing with her and then turned to look ahead, "ITs a good thing you guys got here when you did, I was just about to find Pinkie."

"Wait, you did not wait for us or search, you went ahead?" Trixie asked following Twilight.

"Well, I knew that my friends would be doing their best to find me, so while I waited for everypony I went and looked for Pinkie. I figured wherever she was, you guys would be."

"But, we didn't have the spell to find the others."

"Rainbow dash is fast, so searching in a wide area is no big deal. Applejack has good common sense so she could track. And you could form rock paths like I could, so you just needed a way to get from there to here," Twilight said as they walked to the egg shell chamber containing Pinkie Pie. They watched as she shivered and whimpered in her casing, noting that it looked like she was pleading, "What do you think she is dreaming about?"

Twilight shook her head as she put her horn onto the shell, "I don't know and I am afraid to find out." Twilight and Applejack closed their eyes as they felt the magic wash over them

* * *

_When they opened their eyes once again, they found themselves in a bakery near a staircase," It's sugarcube corner" Applejack said as she looked around the all too familar bakery._

_"It would make sense," Twilight began to take everything in, trying to see if she could find any hints to where Pinkie was, "This is her home, and she would feel the most comfortable here and easy to hurt."_

_Come little children_

_Applejack's ears flickered to the sound from the upstairs, "Y'all hear that?"_

_"Its singing," It took another lyric before she could identify the voice,_

_I'll take you away_

_"ITS PINKIE!" The two then began to run up the stairs to where the voice was the loudest. Once they had reached the room, a sullen and long haired pink pony walked slowly out of the room and lifted her head to the two ponies before her._

_"Shhh, the babies are asleep," The mare said, a sick smile sliding across her face._

_The two mares looked at each other in horror, afraid to think of what would be lying in the room. Grabbing the handle they open the door quickly to see..._

_A unicorn and a pegasus filly sleeping soundly in their crib as they held little plushies of the pink pony, "See, as I said...they are sleeping. What did you think was there? Their corpses? I don't think that Mirage is that sick."_

_Twilight sighed with relief as she looked at the sleeping babes and then turned to the long haired pony, "Well, yes after all she is trying to break," Twilight then arched her eyebrow at Pinkie as she walked closer to her, "Wait, you know its Mirage doing this and what is going on?"_

_"Not really, the Mirage thing is just something I named this hellworld. But I was guessing when Pinkie came running to my cage and went in there to leave me out here."_

_"You...ain't Pinkie?" Applejack asked._

_"No, I am not Pinkie, I am actually Pinkamena," She walked away from the girls and down the stairs as she continued to talk, "I am all of her rage, sadness, depression, and every other bad feeling she has ever had when she found her cutie mark all bundled up in a neat little package, HooBUCKINyay!"_

_As they walked out the door of the bakery, Pinkamena began to shun and ignore all of the calls of irresponsible, childish, bad friend, and only good for parties from the crowd, "But why does she need something,"_

_"Hey! I am a pony too you know," She glared at Applejack as they got close to the Everfree forest."_

_"Somepony like you to dump all that stuff on?"_

_"Its because of her greatest fear...to feel like she hurt you guys. She has it in her head that if she shows any emotion rather than happiness to you guys, then you won't want to be friends with her anymore and she will be like me again. Its her life to make others smile, and if she fails in that, she feels like she fails as a pony."_

_The two ponies looked down in sadness, suddenly remembering the times that she was depressed and broken. They remembered every time they could find her broken and saw for themselves just what she could keep inside, "But...she could always be open with us," Twilight said as they neared a clearing, "We would feel worse knowing that she feels this way. We wouldn't care if she is more open with us."_

_"Maybe you should tell her that more often. Then she wouldn't keep putting all of that pain onto me," Pinkamena said as she headed to a cage " The first thing she did when she entered this dream world and was subjected to all of that back in the town was run to me and jump in the cage. She hasn't moved or eaten since then."_

_Twilight walked to the bars of the cage, putting her hooves onto the bars and looking in, "Hey, Pinkie, its us. You don't have to hide anymore, we're here to bring you home."_

_"Yeah, and sugarcube, we don't care if you ain't happy all of the time. We love you anyway, and you are probably the best friend a pony could ask for." AJ said as she looked into the cage._

_"REALLY! OH THANK YOU GUYS!" Pinkie sad as she ran through the cage and tackle her two friends, "I knew that they weren't real the whole time...but the things that they said," Pinkie began to cry into the chests of both her friends._

_"ITs ok Pinkie, we know all about it." Twilight said as she rubbed Pinkie's back and then turned to the caged Pinkamena, "And you, thank you for protecting her from the worst of it."_

_"ITs ok, just remember to let me out more often," Pinkamena said as she waved bye to the disappearing ponies._

* * *

Once more the glass case broke, and again Trixie took a few steps, panting and tired. As she lifted her head, she saw a cupcake in front of her snout, "Here," Pinkie said smiling, "you deserve it."


	6. Grieving Generosity

Grieving Generosity

Trixie looked down upon the dessert, noting that the dark blue frosting matched her color perfectly while the star sprinkles on top matched her mane, " You are giving this to Trixie?"

"Of course I am, you looked like you needed the pick me up," Pinkie said with a small smile.

"But why?"

"Well, I figured if you were still a big meany pants, then you would've killed us all while I was having that nightmare. But you are just standing there looking very very tired, so I figured you must be helping us!"

Leaning down, Trixie took the treat from the pink pony and ate the small treat in an instant, "Thank you," Trixie said as she swallowed, having to admit that it was quite delicious and seemed to help replenish a little bit of her mana.

"No problem, anything for a new friend," Pinkie smiled as she skipped off to where Twilight began her spell to locate the others.

" A Friend huh," Trixie looked down at her hoof to see the dark blue string wrapping itself around her hoof, "I guess I am," a smile creeped across her face.

Pinkie Pie looked over Twilight's shoulder while looking at the strings of light that flowed from her horn, " So, who are going to pick up next?"

"It looks like Rarity is right now the closest one to us, so we'll head there next," Twilight replied as she began to move the rocks into a road for them to cross.

Pinkie giggled a little," Hey Twilight, you're making some great ice cream...I love rocky road."

Twilight took a few moments to think on the pun, and then promptly facehoofed as the realization of the joke dawn upon her. She looked over to see Pinkie standing next to Trixie, talking at length about all of her previous adventures with her friends, "Welcome home Pinkie. We needed you."

* * *

Mirage watched the hyperactive earth pony talking to all of her friends from her throne, watching her orb," Ugh," she growled very low, " How I HATE laughter, almost as much as I despise kindness," She stood up from her throne and walked to a little board where small figurines of Twilight and friends stood, "Very well Twilight Sparkle, enjoy the company of your dear friend, while I please myself with my other favorite toy," she chuckled sinisterly to herself as she put her paw on top of a figurine that looked like a little yellow pegasus with a long pink mane. Slowly she dragged her claw across the top of the head of the little figurine, cutting into it and drawing a bead of blood. The blood drop slid down the back of the head of the figurine and collected with the other blood drops that rested on the pegasus's back side, "Ohh, did I cut you kindness? My apologies, I'll remember to be far more gentle later," She then turned to walk back to her chair, laughing out loud to nothing.

The figurine looked on with pleading eyes, almost as if to say, "Hurry Twilight."

* * *

"And that is when Trixie decided to show off her amazing abilities, by exploding, twice," Twixie said with a flourish and a bow.

"WOW! How, did you do it," Pinkie asked, fascinated by Trixie's tales of great magic.

Trixie put forth a confident grin as she began to explain, "Well, at first Trixie put forth an illusion to make it look like she exploded, then regenerated, and then used a bigger explosion to wow the entire audience."

"Oh, maybe you could put on a trick like that for Ponyville. It will wow them all."

"Trixie does not think so, when you come to a town twice and have two horrible experiences there...it kind of leaves a bad taste in your mouth."

"Oh come on, it'll be fun! I'll start things off with a comedy act to lighten the mood for everypony and get them excited for your performance."

"Hmmm, working with an opening act, the idea has merit," Trixie put a hoof to her chin in thought.

"Yeah! And then, Rainbow could fly in the middle of the act to bring forth an awesome show!"

"No, that ain't going to happen," Dash said flying over head.

"Why, afraid the the Great and powerful Trixie would show you up?"

"Oh no, its just the idea of being put in the middle of the show as an act," Rainbow said, pointing her hooves to herself, "A pony this awesome is much better reserved for an awesome closing act. Something that will leave the crowd begging for more."

"So what you are saying is," Trixie slanted her eyes a little, "You think you can show Trixie up?"

"Oh definitely!"

"Trixie sincerely doubts that."

"OH YEAH!"

"Hey, How about we combine them together at the end," Pinkie said, jumping in between them, "Then you two could be awesome together! Think about it, Dash flies in with a Rainboom and Trixie increases the sight with her magic."

Applejack chuckled to herself as she walked next to Twilight as they traveled, "Sounds like Pinkie is really helping to break the ice between Rainbow and Trixie over there. I'd almost say that those two have become...friends."

"Of course," Twilight said, smiling softly to Applejack, "That's what Pinkie Pie does."

"So, how did you get your cutie mark anyway? We told you ours," Pinkie Pie said, walking with Trixie at her side.

"Ah now there is a stupendous story," Trixie said, excited to tell her story, "You see, Trixie is the daughter of Copper field Lulamoon, a spectacular stage magician, if Trixie does say so."

"Wait, your dad is Copperfield? My dad would sometimes fly me down to see his shows," Dash said.

"Yes, he was truly one of the great illusionist, and a great father. He had taught Trixie everything she knows today about illusion and magic tricks. When to time your spells and when to leave the audience hanging. However, Trixie...wanted to do more with her tricks. She wanted to become one of the most skilled magicians in all of EQUESTRIA! So, gathering all of her funds that she could grab, she enrolled herself into Celestia's school of Gifted Unicorns and even had her test supervised by Celestia herself," Trixie pointed her snout up in superiority, "HOWEVER! A minor distraction involving a dragon took Celestia's attention away from Trixie and she could not get in. Trixie wondered to herself just what it was that took away the princess's attention. The answer, that beautiful rainbow circle that happened on that day. This made Trixie think, if a Rainbow like that could impress the princess, think of what a rainbow explosion illusion like that would do! So, Trixie spent months of endless training to perfect her little rainbow illusion and to incorporate it into her act. Soon, the day arrived, Trixie began the greatest show in her life! Trixie poured her heart and soul into her illusions, tricks, and magic. Then at the end, she produced the Rainbow illusion that she had sought and used it to tell the story of Tirac. After that, the shouts and cheers that Trixie had heard on that day excited her so much, that she had to demonstrate her magic to the world, and then...poof."

"Wait, the Rainboom inspired you-" Rainbow Dash began as the realization came to her.

"To become a great magician," Pinkie Pie jumped to Trixie excitedly, "That is terrific! Hey, TWILIGHT WE HAVE ANOTHER ONE! See, this just means that we are meant to be great friends! WELCOME TO THE GROUP!"

"Why is that it seems that everytime I perform a Rainboom, it brings out the ponies cutie marks and connects them? I would not be surprised if it happened elsewhere," Rainbow said as she facehoofed.

"Awww, and here ah thought she just kept following Twi because she was her biggest fan," AJ said, with a smirk.

"WHAT?!"

At that point, the silence of the void was broken by the talk, the cheer, the light, and the laughter of newly forged friends.

* * *

"Laughter of friends, the loyalty of others, the honest heart, the enduring trust, and the magic of bonds. These represent what, exactly? Nothing more than a bunch of ideas that hopeless ponies try to look to in order to protect themselves from creatures like me," Mirage swiped her claw at the image, "However, in the end all of those ideals turn worthless before the tide of darkness and cruelty. Don't they, kindness?"

The Fluttershy figurine looked on, the scars across her head redding as the blue eyes began to water.

* * *

The five mares walked swiftly along the rocky path, only stopping to give Twilight time to add more of the floating rocks to the road. As they walked, Twilight began to think about a conversation that she had with Applejack earlier, "Hey sugarcube, is Trixie there all right?"

Twilight sighed, she knew that lying to Applejack would be useless, "She isn't fine, she is in trouble."

"Ah could tell by the way she had been panting every time she does that dream spell and how she has been hiding a lot her pain from us. What's going on?"

"Most unicorns, like Trixie or Rarity, only have a set amount of mana. Its why they can only do so much with their magic according to their talent."

"You don't seem to have that problem," Applejack stated, looking back at Trixie talking to the other.

"You're right, because for some reason I have a larger reserve of mana than most unicorns. Trixie doesn't have that, she is a normal unicorn with limits and that spell has been pushing hers."

"What happens when they reach that limit."

"They could fall into a coma and never come back."

"Then ya got to hurry up and learn her spell to give her a chance to rest, Twi."

Twilight looked down, her ears drooping, "I already mastered the spell, Applejack. I did it after we got Dash."

"WHAT? Then why is she still doing it?"

Twilight looked straight into Applejack's eyes, sadness and fear filling them, "And how will she feel when she sees a spell that she thought she was good at be easily mastered by her rival? Broken, and will start to hate me. I want to try and make amends with her, showing her up accidentally like that...won't help."

Applejack could only sigh, not agreeing, "I only hope y'all are right, Twi...I can only hope you're right."

Twilight shook herself out of the memory, confident that she is making the right choice. Quickening her pace a little bit to speed their journey along, she stared ahead across the the next few rocks to see a familiar egg shaped cell, "Girls, I see Rarity!"

Galloping as fast as they could, it was Rainbow Dash who got there first. Rainbow looked at the egg case and noticed how Rarity laid. She was not in a fetal position like Pinkie pie was, nor was she in pain like Applejack, her body laid in the case with her legs at her side as if she was sleeping on her back, "Does she even need help right now? It looks like she is just sleeping."

"I don't think so, Rainbow. Look," Applejack said as she pointed her hoof to Rarity white snout.

"Oh, it looks like she's crying," Pinkie jumped up to the case and put her face against the glass, "Don't ya worry Rarity, we're coming in to cheer you up!"

"Pinkie, I need you and Dash to stay out here and keep an eye out for fearcats. I don't trust Mirage, she hasn't done anything to stop us for a while," Twilight said as she stood next to Applejack.

"Ah wonder, what type of pain is she holding in," Applejack asked as the bright light enveloped them.

* * *

_When the two mare opened their eyes, they found themselves inside a royal ballroom, "Like Rainbow said, does she really need any help. I think we're in the wrong dream," Twilight said as she looked around at all of the fancy dressed ponies walking around the ballroom and talking amongst themselves._

_"Well, at least it isn't hard to find Rarity in this place," Chuckling, Applejack pointed to the middle of the crowd where a purple mane was seen along with a very refined voice._

_"Oh yes and then I said to her, 'oh please. That hat is so old, is brand new again princess.' hahaha," Rarity said as she place her hoof to her hand and laughed._

_"Wait, if she is living her dream," Twilight looked to Applejack, "Then why was she crying in the case."_

_Applejack then began to look around the ballroom, up the stairs and down them, and then back to Twilight, "Wait, if this is her home, then...! Twilight come with me," Applejack said as she began to run up the stairs, Twilight following behind. Once Applejack reached the top floor, she began to look through every room she could find, "Where is it, Where is IT? Come on Rare, you have to have a reason for it."_

_"Reason for what," Twilight asked, panting, "What are we looking for?"_

_"Sweetie Belle's room," Applejack said, standing next to a diamond shaped window, "Ever since I have known her, she has a special room for when Sweetie Belle visits. It contains her teddy bear button, singing equipment, and all of her favorite things. She would never go to a new home without making something for her."_

_"So you mean, if there isn't one then there might be a," Twilight looked outside the window and saw a graveyard with one stone, "Oh no. Oh no no no...Mirage wouldn't do that, she just wouldn't. She couldn't be," Twilight stopped herself from talking and used her magic to teleport herself and Applejack to the graveyard. They walked carefully to the one gravestone, "Mirage you are a BITCH," Twilight swore for the second time as she read the stone._

**Here lies Sweetie Belle**

**Died of selfishness from a horrible pony.**

**Here she will be remembered**

**Well...by those who care.**

_"So that's what's her greatest fear is," Applejack said as she looked at the grave, "I should've figured, considering how she is."_

_"What is her fear?"_

_"Ah think, that she has always feared of going too far in being a lady," Applejack said as she turned around to look at the mansion, "Of becoming exactly like those snobby ponies up there and forgetting everything important to her," Turning slowly, she looked to the grave behind her, "And turning so selfish that she would ignore her sister's needs till that little filly, her little belle... and dies from the ignorance. She would stop being unique and turn into just one of them, one of a crowd."_

_Twilight looked on, taking in everything that Applejack was saying. Turning back to the mansion and then back to the grave, "Then how can we get her out of this," she asked, thinking hard about her question. Then a sneaky smile came across her face, "Applejack, where are the others."_

_"Probably left her when they thought her to be a self...ohhh, nice," AJ then smirked to Twilight as she could see what Twilight was thinking._

_A few hours passed as Rarity walked to the grave, a glass of wine floating above her with her magic, "Oh my dear little sister. If only I wasn't so selfish and paid more attention to your needs. Then you," the tears began to flow from her eyes, " would still be here, alive. I am so sorry, no wonder they all left me...I am simply horrid. I can seem to only care for myself"_

_"Rarity, thank you for all of those spa appointments. I mean, I don't think I am pretty, but you think so," A soft voice spoke in the wind._

_"Fluttershy?"_

_"Ok, I admit...there is something to looking good while being awesome."_

_" Dash," Rarity began to rise, looking for the source of the sound._

_"Hey, HEY! Remember that one time, you made all of those dresses? Well, maybe not a good memory, but still you did that for all of us without asking for anything."_

_"You're right Pinkie," Rarity said, smiling and wiping her tears away._

_"Selfish, yeah sure...but I can't help but remember all of the times she would do something against her nature just to make someone happy. Or all of the times she would donate her precious time for other whenever she could."_

_"I do, don't I," Rarity said, turning around._

_"Rarity, you're not a selfish snob, you are an artist. You like to bring out the beauty in others no matter what and you take care to spread that art around you."_

_"Thank you Twilight," Rarity said as she managed to see standing in the smoke, her five friends with one more in the shadows._

_**When I am feeling down**_

_**I know she always has my back**_

_**Yes I love my sister**_

_**Rarity.**_

_"Oh...SWEETIE," Rarity cried as she ran through the fog and hugged her sister tightly, memories flooding her mind._

_A young Rarity holding a young white filly in her hooves, "Don't worry Sweetie, I'll make sure you won't ever be neglected like I was. I will always watch you."_

_An older Rarity clapping her hooves at a talent show as her sister danced on stage, " You know, she should've been singing. She is a great singer," She then heard a response of she had been bragging on her sister for the greater part of the show._

_"Come along Fluttershy, I guarantee that you will look gorgeous after this," Rarity said bringing along a yellow pegasus._

_"Sapphires, oh that is too little. Let me go get you some Rubies," Rarity said, talking to Twilight._

_Memories of all the times she had been generous floated through the dark fog, balling themselves up into a bright light and breaking the darkness from within._

* * *

As the egg shatter into several pieces, Rarity stood before her friends. A warm smile came across face as she looked at each one of them, "Oh thank you all for what you have done. That nightmare was atrocious and...YOU," She shouted, looking to the ragged and weary Trixie. Rarity walked slowly towards the unicorn, a stern look across her face, "You...you hair is simply horrid. And when was the last time you fixed that hat of yours, here let me fix it," Using her magic, Rarity began to fix Trixie's mane and outfit.

"Aren't you going to be mad at Trixie too and want to make her pay for what she has done," Trixie asked, enjoying the styling and fixing.

"Oh of course I am a little bit mad darling, but a lady never holds a grudge for one and two, I refuse to let a crime against fashion go unpunished," Rarity said as she finished things up.

Twilight shook her head, she had a feeling Rarity would go for the mane first. Turning around she began to conjure her spell one last time. She looked at the 6 strands of light leaving her horn, each one bright except two, "Wait, Fluttershy's light is dimming because she is in danger and very weak, but why is there...a...second," She turned her head slowly to the light string that tied around Trixie's hoof and noticed the dim light,

"Trixie is using too much mana, she could die."

"These strings of light, they aren't just connected to our mana. They're connected to our life force as well, which means Fluttershy is," Twilight turned to the girls as they were filling Rarity in on the recent events," GIRLS! We got to go and get Fluttershy, NOW!"

* * *

Mirage looked to the little figurine of a yellow pegasus, scars along the figure. She petted it slowly as she watched Twilight realize the situation, "Farewell, kindness."


End file.
